POS Integration Terms
1. Authorization and Scope
Business authorizes Dispense and its providers to connect to each designated POS, ecommerce, inventory, loyalty, CRM or other system (“Source System”) using APIs, credentials, webhooks, feeds, files or other approved methods. The authorization includes initial and recurring access, synchronization, polling, testing, troubleshooting and historical backfill for all enabled locations and data fields.
2. Integrated Data
“Integrated Data” may include business identities, locations, licenses, brands, products, SKUs, descriptions, images, categories, menus, prices, promotions, inventory, availability, orders, order lines, sales, returns, discounts, taxes, costs, margins, staff or terminal identifiers, operational performance, timestamps, historical records, connector logs and technical metadata, to the extent made available and lawfully authorized. Personal Data is governed by the DPA.
3. Business Authorization and Warranties
Business represents and warrants, continuously, that it controls or is authorized to connect each Source System; its accepting user may bind all designated locations; upstream contracts permit the integration; it has all ownership, license, notice and consent rights needed for Dispense to receive and use Integrated Data as described; and the data is accurate and lawful. Dispense may rely without independent investigation. Business will obtain provider approvals and pay provider fees.
4. License to Integrated Data
Business grants Dispense and its affiliates and providers a worldwide, nonexclusive, transferable, sublicensable, royalty-free license to access, collect, host, copy, validate, clean, correct, standardize, normalize, map, classify, enrich, combine, analyze, display, distribute, report, benchmark, commercialize and otherwise use Integrated Data to provide and protect services; maintain listings, menus and historical records; produce analytics and intelligence; support Business and consumers; improve products, search and recommendations; create and exploit Derived Data; and comply with law. The license lasts during the Agreement and afterward as needed for legal compliance, backups, dispute resolution, retained historical facts and Derived Data. Personal Data remains subject to the DPA and applicable law.
5. Derived Data and Historical Records
Dispense may combine Integrated Data with public, licensed, inferred and third-party data. Dispense exclusively owns all Derived Data, including aggregates, deidentified datasets, benchmarks, product matches, identities, classifications, taxonomies, mappings, knowledge graphs, historical market records, market share, demand measures, trends, scores, rankings, forecasts, recommendations, model inputs and outputs, and improvements. Derived Data may be retained, licensed, distributed and commercialized indefinitely. Business has no ownership interest merely because its data contributed. Dispense will not publicly identify Business as the source of confidential metrics unless authorized, required by law or the metric is already public.
6. Integration Operations
Dispense may determine sync frequency, fields, transformations, matching logic, storage and technical requirements; limit calls or exports; pause or disconnect integrations; and use subcontractors. Business will maintain credentials, network access and compatible configurations and promptly notify Dispense of changes. Dispense does not warrant continuous synchronization, completeness, latency, compatibility or error-free mapping. Source System changes and outages are outside Dispense control.
7. Security and Incidents
Each party will use reasonable safeguards appropriate to its role. Business will not share credentials except through approved methods and will notify Dispense immediately of suspected compromise. Security obligations for Personal Data appear in the DPA. No system is guaranteed secure.
8. Termination and Disconnection
Dispense may disconnect immediately for risk, breach, excessive load, provider objection, technical instability or discontinuation. Upon termination, Dispense may cease new collection but may preserve audit logs, backups, historical marketplace records, lawful copies and Derived Data. Business must revoke credentials through the Source System when appropriate. Disconnection does not reverse data already used to create Derived Data or historical records.
9. Indemnity
Business’s indemnity expressly covers Source System authority, upstream contract violations, unauthorized credentials, data ownership, notices and consents, inaccurate or unlawful data, provider claims and instructions supplied by Business.